Finding What She Lost
by Acathla
Summary: What was HG Wells doing in the month or so between "Time Will Tell" and "For The Team"? This was my answer to that question. This is my first attempt at a W13 story and it is a bit of a crossover with the Angel/Buffy universe. First few chapters will deal mostly with HG and the Buffy/Angel characters...until she's ready to go back to the Warehouse. Enjoy!
1. Chapter 1

**AN 1: Okay, so I was working on the next chapter when certain details came into conflict with what I needed to do...so I had to make some changes to this first chapter so it can be consistent with what's coming next. I tried to think of a way to stay consistent without changing what's already out there but alas, couldn't be done. This is why sometimes it's better to wait until you've written the next chapter before you publish the one you have. *insert self-deprecating laugh here* **

* * *

**Chapter 1**

Helena was sitting in a random diner, idly doodling on a napkin as she went over in her head the plan she'd been thinking about for the last hundred years or so. She wondered if it was still worth it, if she should still follow through with her plan…and then she thought about what she was aiming for and she knew it would be worth it in the end.

Helena lifted her right hand and eyed the red-stoned ring that rested there. She smiled as the memories came flooding back. Yes, she'd used McPherson to help her gain access to the Escher Vault, but she wouldn't have been able to do it without his help distracting the current Warehouse agents. When it looked like he was about to reveal _her_ secret, she'd put a stop to it, not wanting anyone to try to stop her or talk her out of it.

Helena sighed, knowing that once she took that first step, there'd be no turning back. After another half hour, she stood up from the table and left the diner, taking a right towards the small, modest hotel room she had rented earlier, using the money McPherson had paid her prior to her entering the Escher Vault.

Helena closed the door to her room behind her and she prepared for bed, it was late and she was tired. She laid down on the bed and closed her eyes…tomorrow she would take the first step in her plan and be that much closer to her long-held goal.

* * *

The next morning, Helena packed up her meager belongings and checked out of the motel, she wasn't planning on needing it again. She paused a moment to look around the area before she turned and walked towards a small park nearby. Thankfully, it was empty and she was able to find a picnic table where she could sit down and focus.

Helena sat on the wooden bench and glanced down at the ring on her hand. She focused on her target and before too long, the red stone began to glow. Helena quickly pulled out a blank piece of paper and laid her hand with the ring on it on the paper. After a moment the red glow subsided and Helena studied the lines and writing on the paper. It was a map, but she was unfamiliar with the terrain.

Helena sighed as she realized it wasn't London and that she was going to need help figuring out where the map was pointing her.

* * *

Helena walked out of the local library with a smile on her face. The librarian had been most helpful and now, Helena had a destination…her target. Helena booked a last minute flight to Cleveland, Ohio and she settled back into the airplane seat, closing her eyes to try to calm her nerves.

* * *

_Cleveland, OH_

Helena stepped out of the cab and she looked up at the imposing edifice. The Summers Academy for Gifted Girls; it was a school, that much she'd managed to learn on her own, though she was unsure what kind of school since there was very little information about it to be learned from the internet she'd used at the library.

Helena took a deep breath and then walked up to the door and rang the bell. She only had to wait a few moments before the door opened and she was face to face with a petite blonde with green eyes. Helena smiled, a tad nervously, at the girl.

**"Can I help you?" **The younger girl asked, curiously.

Helena cleared her throat and said, **"Um, yes. I'm looking for Angelus? Is he here?"**

Hearing Angel's other name put Buffy Summers on high alert. No one who came looking for _Angelus_ was ever up to any good. Still, the woman was standing in broad daylight so she knew she wasn't a vampire. **"Um, who are you?"**

Helena smiled, wondering if this girl was being protective of the vampire Helena had once known. **"My name is Helena and I'm…an old friend. Can you at least tell him I'm here? I'm sure he'll want to see me."**

Buffy studied the older woman for a moment then pulled out her cell phone. Holding up one finger to the woman on her doorstep, indicating she wait a moment, Buffy dialed Angel's cell phone, knowing that he was usually free at this time of the afternoon. **"Hi, Angel… there's someone here looking for you… well, she says her name is Helena…you sure? Okay, the library okay?...okay see you soon." ** Buffy hung up and looked at the other woman. **"Okay, well he wants to see you. If you'll follow me please?"**

Helena nodded and found herself following the younger woman through a veritable maze of one hallway after another, deeper and deeper into the bowels of the building it seemed. Helena tried to make conversation, **"Um, may I ask you name?"**

**"You can ask." **Buffy wasn't in the mood to be nice to this stranger just yet, not until she knew her whole story.

Helena nodded, realizing she wasn't going to get more out of her yet.

After a few more minutes of walking, they came to a set of double oak doors. Buffy opened the doors to the library and led the woman into the room, her eyes automatically finding Angel sitting at one of the tables, waiting.

Angel looked up at the new arrivals and he smiled when he saw it really _was_ Helena Wells. Angel forgot himself for a moment and he stood up and walked right up to the other woman and hugged her still smiling, **"Oh my god, Helena! Is it really you?"**

Helena hugged the vampire back, smiling and relieved at the warm reception she received. When they parted, Helena smiled up at the handsome vampire, she had really missed him. **"It's really me Angelus, the plan, so far, worked and here I am."**

Angel kept smiling but he still felt the need to mention, **"That's great Helena, but these days I just go by Angel. Angelus is my past, the evil side of my nature, you understand."**

Helena nodded, **"Yes of course. My apologies Angel. I didn't mean to stir up any bad memories."**

Angel waved it away, **"it's not a big deal to me but, my friends here only know me as Angel…Angelus holds painful memories…especially for Buffy, right Buffy?" **Angel nodded towards the blonde that Helena now knew was named Buffy.

Buffy just nodded, still a bit in shock over Angel's complete personality change from the moment this Helena woman stepped into the room. **"Yeah…how about we all sit down and talk?"**

Helena glanced between Buffy and Angel and she said, **"Well, I was hoping to speak with Angel alone…" **She noticed the look on the blonde's face and she realized the woman wasn't going to leave them alone together until she knew Helena wasn't a danger to her vampire friend. **"…but I suppose we can all sit and talk."**

Angel led the way to one of the tables and they sat down. He looked at Helena, wondering how much she would reveal about their history in front of Buffy.

Buffy watched Helena and Angel, trying to pick up any clues as to how they know each other.

Helena glanced between Buffy and Angel before settling on Angel and asking, **"Can she be trusted with the truth, Angel?" **The look in her eyes told Angel exactly what Helena meant and he took a moment to think about that before he nodded.

Helena saw the nod then said, **"very well. I think you know why I'm here Angel. Where is it?"**

Angel smiled, knowing exactly what Helena was talking about. **"It's in a safe place, but it's not here."**

Helena tilted her head, **"Okay…and where is Darla? Do you know?"**

Angel nodded, **"Darla…is dust…and it's a long story that's too complicated to get into right now."**

**"Fair enough." **Helena held her hand up, **"Do you remember this?"**

Angel looked at the ring and nodded, **"yes I do. I'm guessing that's how you found me after all these years?"**

Buffy was tired of the cryptic conversation and she said, **"What the hell is going on? Angel what does Darla have to do with this woman and how does she know you? And what's the deal with the ugly ring?"**

Helena smiled then asked, **"Shall I tell her then, Angel?"**

Angel sat back and nodded, **"Be my guest Helena."**

**"Very well then." **Helena turned to Buffy and gave her a smiled, **"My name is Helena Wells, I met Angel shortly after the gypsies had cursed him with a soul. He was still going by the name Angelus at the time."** Helena looked at Angel, her expression softening a bit, **"He reminded me of a little boy, scared and lost. I took him in and helped him learn to deal with his new soul. I didn't have much experience with vampires with souls, but I did know about guilt and dealing with the consequences of your actions. I recognized a kindred spirit in Angelus and I helped him."**

Angel just nodded, silently agreeing with Helena's assessment of being lost and helping him.

Buffy looked between the two again then she turned to Helena, **"Wait, if you knew him back then, how are you still alive today?"**

Helena bowed her head as she thought about how to answer that, the whole truth would leave too much of the Warehouse exposed, but she didn't want to lie completely. So she went for a half-truth, **"um, shortly after Angel and I parted company…there was a man who offered me a way to out of the life I'd found myself in…he was a visionary far ahead of his time and he had mastered the art of cryogenically freezing living human tissue and reanimating it years later. I was frozen in time for over a hundred years…much longer than I had originally agreed to but there was a snag in the plan and I was left frozen until about a week ago. Once I was free to do so, I came looking for Angel…hoping he was still alive." **Helena smiled at her old friend, **"And I'm so glad that he is."**

Buffy looked like she wanted to call 'bullshit' on Helena's story but Angel saw the look on her face and he turned to her, **"Come on Buffy, after everything we've all seen and done…is this really so hard to believe?"**

Buffy closed her mouth and thought about that for a moment…then she just shook her head, **"No I guess not. Stranger things have happened I just…" **She turned to Helena, **"You're sure you're not a vampire or a demon of some kind?"**

Helena chuckled, **"Sorry darling, I am fully human and, sadly, mortal." **

Buffy looked at Helena for a moment, trying to see if she could detect any deception from the older woman, when all she found was sincerity, she smiled and gave a small nod, **"Okay then…so what were you asking Angel about earlier? The thing that's safe but not here?"**

Helena sighed, **"Before we parted ways, I left something with Angel. An…artifact that I need to complete a plan I set into motion over a century ago." ** Helena knew she was being vague but this was where she would have to be less than clear, she was wading into Warehouse business now. She turned to Angel, **"So where is it?"**

Angel cleared his throat and then said, **"London…Highgate to be specific."**

Helena's eyes widened. Highgate was Highgate Cemetery in London. It was a very old cemetery, it was also where her Christina and Sophie were buried. Helena took a deep breath, knowing that she was now going to have to go to Highgate to get the artifact. **"Please tell me you didn't put it where I think you put it."**

Angel took a moment to try to figure out where Helena meant and when he did he held his hands up in surrender, **"No, no of course not Helena. I would never disrespect Christina's final resting spot like that, nor Sophie's either. It's in Highgate but in a much older part of the cemetery." **Angel gave a tiny grin, **"I left it with someone who...I owe a great debt to, it's safe."** Before Angel got his soul back, he had turned a woman who was already dying of cancer, he let her family believe it was the cancer that took her but he'd been there, in Highgate, when his creation had risen from her grave. She'd survived two years before the slayer of the time had caught up to her and ended her existence. After he'd been cursed with his soul, she became one of the many things that weighed on his conscience...mainly because she hadn't wanted to be a vampire, she had been kind to him and Darla, not knowing what they were before she'd fallen ill. Angelus had gone back to her when he heard of her illness and, in his warped view, he 'saved' her from the undignified death of being ravaged by disease. Her children had never gotten over the loss of their mother and Angel had carried the guilt with him ever since he got his soul.

Helena, not knowing much about Angel's life before he met her was confused, frowned, **"What do you mean?"**

Buffy too was confused, but she remained silent, preferring to let Angel explain.

Angel's face became serious as he explained about the woman named Catherine Dickens who he had wronged. The estranged wife of Charles Dickens, Angelus and Darla hadn't killed her right away, Darla always preferred to play with her food first, but Darla's attention was soon captured by other targets and it was Angelus who had eventually killed and turned her. When he was sure Helena understood why he left her artifact hidden in the grave of of one of his victims he said, **"If you're still interested, we can leave for London tomorrow night."**

Helena smiled, **"Oh I'm still interested. But why so late?"**

Angel exchanged a glance with Buffy, **"The…Academy's jet won't be ready until tomorrow…and in case you forgot, I can't exactly go out in the sunshine so I have to wait for nightfall."**

Helena nodded, **"I remember but, did you forget about what else this," **she lifted her hand and showed them her ring again, **"can do?"**

Buffy frowned, **"What are you talking about?"**

Helena turned to the young blonde, **"My dear, this ring is special. I had it made and enchanted by a very powerful sorcerer. It contains a drop of my own blood, as well as Angel's blood. Because of this, not only can I use it to track Angel wherever he is, but when ****_he_**** wears it, it allows him to walk in the sunshine without burning to death."**

Something began to nag at the back of Buffy's brain for a moment before she remembered, **"Is that another Gem of Amara?"**

Angel shook his head, while Helena just looked on, confused, **"No, this ring is not connected to the Gem of Amara." **

Helena felt the need to ask, having never heard of a Gem of Amara. **"What's the Gem of Amara?"**

Angel turned to Helena, **"It was an ancient gem, that was fitted into a ring which allowed a vampire to become invincible. Sunlight and stakes were no longer a problem. It was like the Holy Grail of Vampires. ****_Spike_**** found it several years ago and tried to use it to become invincible but Buffy managed to take it away from him and she sent it to me." **Angel paused as the memories rushed over him of Spike coming to LA to get the gem and torturing him to find it. **"Eventually, I destroyed the ring, knowing it was too powerful, too tempting to other vampires to keep it around."**

Helena nodded, **"So this ring, any vampire could use it?" **When Angel and Buffy both nodded Helena continued, **"well that's where this ring is different, because it holds Angel's blood, only he can use it to walk in sunlight. Any other vampire who tried to use it would not get very far."**

Buffy thought about that for a moment, **"that's good to know." ** Before she could say anything else, the doors to the library opened and three ladies walked in, roughly around the same age as Helena figured Buffy to be. The two brunettes and a redhead walked closer and they looked from Angel to Buffy to Helena.

The taller brunette, who just by body language alone Helena surmised was most likely the 'alpha' of the group spoke up, **"Hey B, school's out for the day and we were going to go grab a late lunch." **She gave a head nod to the lady she didn't recognized and asked, **"Who's this?"**

Buffy just smiled at her girlfriend and fellow slayer, **"Faith, this is Helena. She's a friend of Angel's who came to see him. Helena this is my girlfriend Faith, and those two behind her are my best friend Willow and her girlfriend Kennedy. Guys, this is Helena."**

Helena stood from her chair and extended her hand in greeting to each of the younger girls, hoping to make a good impression among the girls who were clearly Angel's friends as well.

Faith, Willow and Kennedy each shook Helena's hand, Willow, being a witch, sensed something in Helena when she shook her hand and she smiled at the older woman, **"You…you have magic around you."**

Kennedy and Faith, slayers who really only dealt with magic through Willow and her small team of witches, just looked on as Willow called the stranger out.

Helena smiled, having sensed magic coming from the redhead as well, **"Only residual dear. You however, harbor it within your soul. I can always sense a powerful sorcerer…or in this case sorceress."**

Willow nodded, a little surprised that this woman could tell she had magic but easily covering her surprise, **"I prefer witch, but yes I have magic. So, why are you looking for Angel?"**

**"I need his help with something."**

Willow turned to Buffy, using her telepathy to ask her friend if the woman could be trusted. Buffy just looked into Willow's eyes and mentally sent her a message confirming Helena's trustworthiness. Willow then turned back to Helena, **"Okay then. If Buffy and Angel trust you that's good enough for me." ** Willow turned to Kennedy and Faith, who were sitting at the table quietly watching the exchange, **"Shall we go?"**

Faith and Kennedy had twin looks on their faces that clearly said they wanted to stay, all thoughts about food forgotten as they suddenly became curious about what this Helena person needed from Angel. Faith, especially, was curious because she felt protective about Angel. He had helped her so much over the years that she knew she would most likely be dead right now if it hadn't been for him.

Kennedy was just curious about the woman. She had the insatiable curiosity of a slayer coupled with the innate need to always get her way that was ingrained in her from birth by over indulgent parents.

**"Actually Red, we think we'll stay," **Faith began, then turned to the other three in the room, **"if that's okay with you three? We're curious about Helena."**

Helena smiled, the two brunettes almost reminded her of her Christina in that moment, always wanting to know what was going on, never content to be left out of anything. Helena turned to Angel and said, **"I have no objections."**

Angel and Buffy exchanged glances and then Buffy sighed, **"Fine. You can stay, just try not to be annoying."** It was said affectionately, since Buffy had taken a big sister liking to Kennedy and she was no longer really capable of being annoyed or angry with Faith since they started dating three years ago.

Willow sighed and then pulled up a chair, realizing that if Faith and Kennedy were staying then so was she.

Buffy and Helena took turns bringing the others up to speed about Helena and why she was there. When they finished the three girls were looking at Helena, a little impressed. As a human she had taken in a vampire who for all she knew could have ripped her throat out in her sleep.

There was silence for a moment as Faith, Kennedy and Willow processed everything they were told. Into that silence, Helena suddenly remembered something and turned to Angel, **"Angel, did you mention Spike earlier?"**

Angel nodded, **"yeah…he was the one who found the gem of Amara before me."**

Helena's face became deadly serious, **"And how is William the Bloody these days? Is he still alive?"**

Angel chuckled, **"Oh he's still alive, for a vampire. He's probably in his room by now."**

Willow spoke up, **"Wait, you know Spike too?" **

Helena hesitated a moment then said, **"We…met briefly while I was helping Angel. I held a stake to his chest and told him that if I ever saw him near Angel again, I wouldn't hesitate to kill him." **Helena turned back to Angel, **"have the two of you mended fences or am I going to have to follow through on my promise?"**

Angel looked down and had the good grace to blush before he said, **"We're…friends now. The past is in the past and we've gotten over it. So no, as much as I would love to see his face if he saw you coming at him with a stake, there's no need to go after him anymore."**

Faith chuckled, **"Wait, that sounds like a good story there. Why were you threatening Spike back then?"**

Helena smiled as she asked Angel, **"Can I please tell her?" **When he nodded his permission, Helena's eyes lit up and she turned to the other girls in the room, including the others in her story as well, knowing they were all curious but only Faith had been bold enough to ask. **"About two months after I met Angel, we were strolling along the street at night, just enjoying the night air. Angel had already enjoyed a pint of pig's blood back at my place and I needed to walk off my own dinner. So we're walking along, minding our own business when this…ruffian, jumps out from the alley we were about to pass and runs right for Angel, a stake in his hand. Angel hadn't seen him coming but I had and I quickly disarmed him and had him on the ground. When I asked him who he was and why he attacked my friend, he told me his name was Spike and that Darla had sent him to dispatch the traitor Angelus. I was livid, to say the least, since Angel had told me about Darla and her reaction to his newly acquired soul. I told Spike, while holding the stake over his heart, that if I ever saw him, or Darla for that matter, near Angel again I would kill him, or her, without hesitation. I made it clear to him that Angelus was now under my protection and that I would have no problem killing Spike to keep Angel safe. I let him go but not before getting in a good blow to his face, as a reminder." ** Helena paused a moment, **"I never saw him again…and ten months later, Angel and I parted ways."**

The room was quiet for a while, as each of them processed the story of Helena and Spike. In the silence, Helena sat back and wondered if there might be a way for her to stay with this group of friends Angel had found for himself, if they would accept her. She soon dismissed that notion as she remembered her long held goal and that reaching it might take her further away from her old friend. She turned to look at Angel then, she had really missed him during the century that she had been bronzed. She thought about him constantly, wondering if he was still alive, if he ever thought about her, if he'd ever found even a moment of peace from the torture of his conscience. She was so glad that he was still alive and that he seemed to have found himself a group of loyal friends. Sadly, she knew that these girls were mortal and as such they would eventually grow old and die, leaving Angel alone again. Her heart ached a bit at the thought of her friend having to find new friends while grieving for the ones he'd lost.

After a while, Willow spoke up, **"Well, I can understand why you threatened Spike, I mean we've all done it at one point or another over the years. Buffy even got to beat up on him a lot back in the day. But he has a soul now and he helps out here at the academy so, I guess we can't let you kill him, you understand right?"**

Helena just nodded, **"if Angel says he's okay now, that's good enough for me…when did Spike get a soul?"**

Buffy cut in, "**That's a long story. One that doesn't involve gypsies but does involve Spike deliberately seeking out his soul."**

Helena nodded, suddenly feeling tired from the long flight. **"Very well. I don't suppose you have a spare room I could borrow for the night?"**

Angel spoke up, **"Actually, you can stay with me. I have a two bedroom suite in the faculty building next door."**

Helena smiled, **"That sounds perfect. Thank you."**

Before anyone, like Buffy, could object, it was a done deal and Angel was leading Helena out of the library towards the south entrance, which lead to the underground tunnel that he and Spike used during the day to get from one building to the other without burning to death. Luckily, the windows in both buildings were made of the same material that was used in the Wolfram & Hart offices to let the sunlight in but keep it from frying Angel and Spike.

Buffy, Willow, Faith, and Kennedy watched Angel and Helena leave and once they were out of hearing range they began to talk about their concerns over Helena and Angel. The three slayers were worried that this Helena woman might try something that would bring forth Angelus. Willow though, just grinned and informed them that her gaydar had informed her that Helena wasn't looking at Angel as anything more than just a friend. There was someone else holding tight to the older British woman's heart and it was a female someone.

Kennedy noticed it was almost dinnertime and she informed the others that she and Faith would go on a food run and bring dinner back to their apartment in the faculty building and Buffy, Faith, Dawn and Illyria were invited as well to join them for dinner.

Everyone agreed to the plan and soon Kennedy and Faith were on their way to the car to get the food while Buffy and Willow headed to the faculty building to find Dawn and her…girlfriend Illyria to invite them to dinner. Buffy shook her head as she thought about the relationship that had developed between her little sister and the ancient God who had taken over the body of Winifred Burkle. That was something she never would've seen coming. It still amazed her that her little sister had been the one to finally tame the temperamental demon-god Illyria. Stranger things than Helena Wells had definitely happened in her life.

* * *

Helena wasn't very hungry though Angel did manage to provide her with a sandwich and juice. They stayed up half the night reminiscing about their year together and everything that Angel had seen and done since he'd last seen Helena.

The story of Connor, Darla and Cordelia had left Helena's mind reeling for several long minutes as she tried to reconcile their roles in each other's lives.

Hours before the sun crept over the horizon, Helena was asleep in the second bedroom and Angel had decided he'd wear the ring and they would leave for London as soon as the jet was ready. Tomorrow, the real adventure would begin and Angel just hoped he was ready for it…he hoped Helena was ready too…this would affect her a lot more than it would him.

* * *

**AN: This story has been in the back of my mind for a while now. It's gone through so many changes. A few things I want to make clear. Buffy and Faith are together, as are Willow and Kennedy. Dawn and Illyria are still a relatively new couple but there's something about Dawn that makes Illyria respond to her (most likely something to do with Dawn being the 'Key') Helena's daughter Christina and her governess Sophie had already been killed by the time Helena met Angelus so long ago. Helena and Sophie had been in love and they kept their relationship a secret from everyone. Sophie was Helena's 'One' until she died then Angelus became her 'One' until Helena was bronzed. Hope that cleared a few thing up. Any questions feel free to ask, I'll answer them if it doesn't give away key plot points later.**


	2. Chapter 2

**Chapter 2**

The next morning, Helena awoke to find Angel gone. She got up and walked around the small suite of rooms until she came to the small kitchen and noticed a note propped up against the small coffee maker. Helena smiled as she saw the pot was half full of the dark liquid. Despite her British roots, Helena often preferred a strong cup of coffee to tea…especially in the morning.

Helena found a mug and filled it with coffee as she read the note, informing her that Angel had to go make some calls and make some last minute preparations. He told her to meet him back in the library by noon so they could go over any last minute details before they left for the airport.

Helena glanced up at the clock on the wall and she saw she still had three hours before she was to meet Angel. She grabbed her overnight bag and stepped into the bathroom to have a quick shower before dressing for their adventure as Angel had called it last night.

At 10:30, Helena was ready to go and growing a bit restless just sitting in Angel's apartment so she decided to see if she could explore the school a bit, maybe even find the library without getting too lost. Helena stepped out into the hall and looked around for a moment before she remembered the path they'd taken from the other building.

Helena was almost to the door of the underground tunnel when she saw a familiar figure a few feet ahead of her. She grinned slowly, she'd recognize that strut anywhere. Helena knew she was probably being very mean but right then, she didn't care, she was bored and decided to have some fun.

She stealthily stepped closer before she raised her voice and said, coldly, **"Well, if it isn't William the Bloody."**

Spike froze at the voice that called him by his long ago name. It was a voice he'd hoped to never hear again…a voice he was certain he wouldn't hear again once a few decades had passed, certain she had died at some point. Slowly, half convinced it was a trick or a hallucination, Spike turned around to see the woman who had spoken. She looked much the same as she had over a hundred years ago, except for the modern clothes. Spike took a step back, **"That's not possible…" **A thought occurred to him then, **"unless Angelus turned you."**

Helena chuckled to herself, **"Oh William…little Willie…is that the only explanation you can think of? That's rather sad." **Helena's small smile vanished then from her face as she asked, **"Do you remember what I said I'd do to you if I ever caught you near Angelus again?"**

Spike's eyes widened as he remembered her threat from so long ago, he held his hands up and panicked a bit, he knew he couldn't kill her, his new arrangement with Buffy and Angel that allowed him to stay at the Academy, as well as his soul, prohibited killing humans. He could defend himself if needed, but he couldn't kill. Aside from all that, Spike knew this woman was special to Angel, and while in the past that alone would've signed her death warrant, he wasn't the same vampire he'd been then and he knew if he hurt her in any way, even while defending himself, he'd be in a world of trouble with Angel and Buffy. **"Hey, I remember but maybe you didn't get the memo, I'm reformed now. Angel and me, we're friends again. So…uh…there's no need to go killing anyone, got it?"**

Helena took a step closer, not really scared of the vampire before her since she had bested him once before and that was without his soul holding him back, **"Really? Friends? After what you tried to do back then?"**

Spike just nodded, **"Yeah…water under the bridge and all that, you know how it is right love?"**

Helena's face was an impassive mask, **"I'm not your love William. However, your luck seems to be holding up today. Angelus told me what transpired between the two of you over the century that I've been…away. There are more than enough instances that I could use as reasoning for killing you…but as I said, Angelus also explained the good you've managed to do and that you have a soul now. So chin up old man…I shan't be pulling out my stakes anytime soon." ** When Spike looked relieved at Helena's words, she stepped right up to him, her face only a few inches from his and her voice a low, deadly whisper, **"But make no mistake ****_William_****, you cross me or threaten Angel, and no amount of slayers in the world will save you. Understood?"**

Spike looked her in the eyes, seeing the truth in her words and he nodded, **"Understood."**

Helena stepped back and smiled, friendly attitude in place, **"Good. It's such fun when everyone is in agreement, isn't it? So, why don't you tell me what it is you do here?"**

Spike tried to relax around the woman but there was something about her that made him tense. It wasn't often that a human could get the best of him, one that wasn't a slayer at any rate. He walked with the woman, Helena, through the tunnel to the main school building, keeping her within his sight at all times.

They talked about Spike's role at the school as one of the two vampires on staff that gave the new slayers experience fighting against vampires. He and Angel were teachers of sorts, helping with the training of the slayers. It wasn't something he'd ever thought he'd be doing but, he liked it, knowing he was doing good. The guilt his soul made him carry around over his past misdeeds, was eased somewhat by the work he did at the academy, training the next generation of slayers to keep the world safe.

Helena listened to William, she couldn't bring herself to call him Spike just yet, talk about his role in the school and she was surprised to hear him say he enjoyed it.

Before too long, they emerged from the tunnel into a hallway in the school. Helena looked around and smiled, the school may be in America, but the décor was decidedly British. It reminded Helena of the schools she'd had to search for artifacts back when she worked for Warehouse 12.

Helena turned to William, **"So, I have about an hour until I have to meet Angel, where are you off to, William?"**

Spike looked at Helena for a moment then said, **"I won't tell you that until you start calling me Spike. I don't go by William anymore." ** Really only Drusilla and his mother had ever called him William. Even Angelus had tauntingly called him Willie for a bit before he too conceded to calling him Spike. There were too many emotional memories attached to his human name.

Helena could see the pain in the blonde vampire's eyes as a memory no doubt surfaced and reminded him of something painful attached to the name. She inclined her head in a conciliatory manner, **"Very well, if I can learn to call Angelus Angel, I suppose I can get accustomed to ****_Spike._****"**

Spike nodded, happy that she had agreed so readily, **"Thanks. Anyway I'm off to the gymnasium, got a class on hand to hand combat to teach the first years." **Spike paused a moment before he said, **"Wanna tag along? See what we do here and all that?"**

Helena smiled, **"I'd like that, is there a way to let Angel know where I'll be in case he comes looking for me?"**

Spike rolled his eyes, even after all their progress towards becoming friends, it still irked him sometimes when beautiful women seemed to pick Angel over him. **"Sure, I'll send the boy wonder to tell him once we get to class. Come on, it's this way."**

Helena smiled as she followed him but after a few paces she had to ask, **"The boy wonder? Who is that?"**

Spike, assuming Angel had already told Helena about him simply said, **"Connor. He's one of the two watchers that keeps an eye on the classes Angel and I teach, to make sure no one gets hurt…or dusted."**

Helena nodded to herself, remembering what Angel had told her about Connor. She was interested in meeting the son of two vampires…Angel's son.

* * *

Angel was sitting in the small office he shared with Spike as he made the phone calls he needed to make. First to the airport to have the jet fueled up and ready to go, then to the pilot to make sure he and his co-pilot would be ready to go on time and file a flight plan. His final call was to Buffy to make sure she could cover his classes for a few days while he went off with Helena to London.

After his phone calls, Angel sat back in his chair and looked out the window, not really seeing the trees and the sky as he let himself get lost in thought about what he would have to do in London to gain access to the grave where he'd stashed Helena's artifact. It wasn't going to be easy, but it wasn't that hard either, provided that no one had disturbed his old room at Helena's place.

* * *

Helena followed Spike into a large gymnasium and took a moment to look around before she noticed a group of girls standing in the center of the room. They looked to be no older than 14 or 15 and had fairly uncertain looks on their faces.

She turned to the blond vampire, **"These girls are…slayers? They're so young."**

Spike nodded, keeping his voice low, **"That's how it goes in this racket. The slayer calling likes them young…lulls the dumber vamps into a false sense of security. Don't let the petite ones fool you though, being a slayer gives them the strength, speed, agility, and skill to kill vampires and demons. You'll see when they start their lesson."**

Spike walked over to the other side of the room where two people stood just watching the girls who were lined up like they were about to do karate drills. Helena studied the two people Spike was talking to and she noticed they looked roughly the same age. The guy had longish brown hair, the kind that fell past his ears but was still short enough to not have him mistaken for a woman. He stood straight and carried an air of competency and…just a touch of arrogance. Helena smiled, recognizing her friend Angel in some of his features, this was obviously Connor. Helena looked at him a moment longer before letting her gaze travel to the woman standing next to him. She was about his height with waist-length brown hair and a slim figure. She was petite in a way that, like Spike had mentioned, was likely to lull a predator into a false sense of security. She wondered who this woman was, since it was obvious she wasn't a slayer. Helena, after learning from Angel about slayers and that Buffy, Faith and Kennedy were slayers, was starting to recognize certain…attributes that seemed to be exclusive to slayers. Confidence that bordered on arrogance, maybe even a barely rippling muscle here and there as she had seen when Faith and Kennedy had moved to sit at the table last night. This girl didn't have any of that, though she looked like she could handle herself just fine.

Before Helena could speculate further, Spike was motioning for her to join them. As she walked towards them, another door behind the three opened and the woman turned to see who had come in and Helena saw her grin. Helena's eyes moved to the new person in the room and she had to fight hard to hide her surprise when she saw a woman wearing a dark red leather outfit, who had blue skin and the oddest looking blue eyes.

Once Helena was standing next to Spike, the blonde vampire smiled as he introduced her to the others, **"Helena, this is Connor, Dawn and Illyria. Guys, this is Helena, she's an old friend of Angel." **

Helena shook hands with Connor and Dawn but when she turned to the blue lady named Illyria, her hand was ignored as the woman turned to look at Dawn as if looking for permission or guidance. When Dawn just nodded, Illyria turned back to Helena and shook her hand.

Helena turned to Connor and smiled, **"Connor, you're Angel's son, yes?"**

Connor nodded, **"Yeah…it's complicated."**

**"Not to worry dear boy, Angel told me all about it last night." **Helena smiled warmly at the young man, **"I'm just glad you found your way back to him. Family is…very important."**

Connor smiled, Helena's accent was starting to turn him on…he'd always had a thing for older women. **"Yeah…it is. How do you know my dad?"**

Helena glanced quickly at Spike before she said, **"That's a complicated story for another time. Suffice it to say, your dad has been a great friend to me for a long time."**

Spike took that moment to step in, sensing Helena wasn't ready to tell any of them how she'd managed to live so long. **"Speaking of Angel, Connor can you find him and let him know Helena is in the gym with us? He might come looking for her in a bit and this way he doesn't have to worry, alright?"**

Connor turned to Dawn, **"You got this for a bit?"**

Dawn nodded, **"Yeah Illyria will stay with me until you get back." **Helena noticed the blue woman just nodded her acquiescence.

Connor nodded then excused himself from the group and left through the door Illyria had come in through. Helena turned to Dawn then, **"So what is it that you and Illyria do at the academy?"**

Dawn smiled, **"I am one of the demonology teachers, teaching the slayers about the different species of demons that had been catalogued by all the past slayers. Illyria is one of the physical combat teachers. She teaches her own class here after Spike's class. Illyria teaches the older girls who can handle a…tougher opponent."**

**"I see, that's pretty helpful I would imagine. So if you're a demonology teacher, why are you here now?"**

Dawn chuckled, **"Well it's school policy that during the physical combat classes, at least two chaperones have to be present to ensure that neither the girls nor the instructors are killed. It's a safety issue."**

Helena nodded, understanding the importance of the safety precautions. It made her feel better to know Angel wasn't in danger of being staked by a careless slayer in training.

Spike nodded, having grown tired of their chatter, **"Right, well it's time to start the lesson. Helena you might want to stand here with Dawn and Big Blue while I put the girls through their paces." ** Spike grinned before walking towards the girls who were waiting patiently for their class to begin.

Since it was almost halfway through their school year, they were accustomed to Spike and his methods. They knew they couldn't actually stake him but they would each have a turn at one to one sparring with him before being paired off for sparring with each other while he critiqued their form and their skill.

Helena stood off to the side with Dawn and Illyria for the first part of the lesson and watched as each of the ten girls took her turn fighting the blond vampire. Each one ended up on her back, defeated. Helena grinned, suddenly eager to show these girls how it's done. She turned to Dawn, **"Tell me, would it be alright if I took a turn with Wil- I mean Spike before the girls pair up?"**

Dawn looked at Helena surprised she would ask that, the woman obviously wasn't a slayer so why would she volunteer to fight a vampire, even one as relatively tame as Spike? **"Um…are you sure?"**

Helena nodded, **"Oh quite sure. I've dealt with Spike before and come out on top. I'd like to see if I'm still up to the task. Please?"**

Dawn glanced over at Spike then nodded once, making a decision. **"Okay, if Spike agrees to it, you can have a go at him." ** Dawn turned in Spike's direction and raised her voice, **"Hey Spike! Come here."**

Spike was giving the girls a moment to rest before pairing them off to spar so he turned and jogged over to Dawn and the other two women. **"What's up Little Bit?"**

Dawn automatically placed a hand on Illyria's arm to stop her from reacting…she hated Spike calling Dawn 'Little Bit' and whenever he did her first reaction was to hit him. Dawn didn't have time for that now so she stopped her girlfriend. **"Helena wants to have a go at it with you. A sparring session, you up for it?"**

Spike's first reaction was to turn it down, not fully trusting Helena to hold back despite the truce they'd come to earlier. Before he could find a way to say no without looking like he was scared or nervous, Helena spoke up, **"Come on Spike. Let's show these girls what a real fight with a vampire looks like, no holding back, except no killing. Or are you still scared of little ****_old_**** me?"**

That got Spike's attention and he knew now he couldn't say no without looking like a coward. Still, he did have an image to uphold so he grinned and tilted his head to the side, as if studying Helena, **"Alright then. Let's see what you got, ****_grannie._****"**

Helena just grinned, **"Grannie? Good one ****_Willie…_****let's have at it."**

Helena took off her jacket so she was just in her trousers and a t-shirt. She stepped onto the mat where the girls had just finished getting their butts kicked by Spike and grinned at the girls who were now huddled in a group, interested in seeing what would happen.

One of the girls, a blonde with green eyes, spoke up, **"Are you a slayer?"**

Helena took a moment to smile at the bold girl, **"No darling, just an old friend."**

Before any other girls could ask more questions Spike called them to attention and told them to be quiet and pay attention. He then turned to Helena and grinned, **"Here we are then ****_love,_**** entertain us."**

Helena just smiled before she got into her stance and they began to spar. Helena gave even better than she got, countering Spike's punches and kicks with deflection techniques before delivering her own blows while Spike was recovering from the movement. Spike did manage to get a few good hits in, but Helena was clearly the superior fighter, since Spike was relying mostly on his vampire strength and speed while Helena, being human, was relying more on her Kenpo technique and using Spike's momentum and strength against him.

After about 15 minutes of sparring, Helena felt it was time to wrap it up before she forgot herself and accidentally went too far. With an impressive leg sweep, Helena soon had Spike on his back and she straddled him, pinning his arms down and using her body weight to keep his lower half immobilized.

Helena grinned down at the obviously frustrated vampire, **"game over ****_William_****. Say the magic words and I'll let you up."**

Spike growled up at Helena, knowing what she wanted to hear but not liking that he was the one who had to say it. He tried to dislodge the woman off of him with no luck. After a few moments of fruitless squirming, he finally gave up and looked up at the ceiling. Gritting his teeth and staring at a spot on the ceiling he said in a low voice, **"you win, I'm your…bitch. Now let me up!"**

Helena chuckled, she hadn't been expecting the part about being her bitch but she'd take it. All she wanted to hear was that she won. She slowly got up off of Spike, alert and ready in case he decided to be a bad sport and try to trip her or something. Luckily for Spike, he didn't try any of that but that was only because he happened to glance at the door and see Angel standing there with Connor. He knew from the look on Angel's face that if he tried for payback, he'd regret it.

So he simply waited until Helena was off of him before he stood up and turned to face his class. **"And that's how it's done. Now, pair off and let me see if any of you were paying attention to Helena's moves or just enjoying seeing me get my arse kicked." **

The girls quickly paired off and began sparring while Spike walked among them, observing. He wasn't ready yet to face Helena, Angel and the others after his defeat so he used his teaching to give himself some time for his ego to recover.

Helena walked over to Angel and Connor smiling. **"Hello Angel. Have a good morning?"**

Angel tried not to grin at Helena, he was conflicted over how to feel about Helena and Spike sparring. **"Yeah. What was that with Spike?"**

Helena glanced back briefly at Spike then back to Angel, **"Oh that? It was nothing. I just wanted to see if my skills were rusty. Relax Angel, Spike and I worked out our issues and we've called a truce. It's all better now. This was just a friendly sparring match, like we used to back then, remember?"**

Angel thought about that then nodded, remembering the few sparring sessions he'd had with Helena during their year together. She was the one who had taught him that he could fight a human without killing. He could defend himself without taking a life. In many ways, Helena had become more of a sire than Darla had been. Darla had made him a demon and taught him to revel in the evil and the kill. Helena had taught him he could be both demon and man. He could still fight other vampires, demons and even the occasional human without taking a human life. Long before Whistler had found him to bring him to Buffy, Helena had saved Angel's sanity and his soul and given him something to fight for, to believe in.

He lost his way a few times but, it was Helena's memory that had helped him find it again. **"Okay, fair enough. Thank you for not killing him…Buffy kind of has a soft spot for him."**

Helena nodded, **"You do too if I recall correctly. Not to worry, as long as he plays nice, he's safe."**

Angel chuckled, **"Good to know. Well, the jet is ready, so what do you say we get going?"**

Helena smiled, **"Alright, just let me say goodbye to the others," **She pointed at Spike, Dawn and Illyria,** "and we can get going."**

Angel nodded and watched her walk off to say her goodbyes.

Connor, who'd been silently watching the exchange turned to his father then, **"She's um…she's not a threat to your soul is she? Like she's not going to try to give you that moment of perfect happiness and make you evil again, is she?"**

Angel turned to his son, **"Relax Connor. She's not like that, we're just friends. My soul is perfectly safe."**

Connor relaxed and smiled, **"Good. I like her, she has a good vibe. And she makes you smile which I like seeing. Just as long as you don't go losing your soul."**

**"Not to worry Connor. Angelus isn't getting out anytime soon."**

Before they could continue their conversation, Helena walked back over to them and soon she and Angel were leaving the gym and heading to the main doors where the car was waiting for them to drive to the airport. Before the doors could open, Helena stopped, **"Oh, before I forget, here." **She handed him the ring so he could go out into the sunlight and not burn up.

Angel smiled as he slipped it on, flexing his fingers to get used to wearing the ring. **"Okay, let's hope this still works."**

Helena just shook her head, amused by Angel's cautiousness. Of course the ring still worked, it helped her find him, it would keep him safe from the sun.

Helena opened the door and stepped outside a few steps before she turned back to Angel and watched as he carefully extended his hand into the shaft of sunlight streaming onto the steps. He smiled as he noticed that his hand wasn't burning. Helena grinned, **"I told you it would work. Now come on, we have a plane to catch darling."** Helena held out a hand to Angel who took it with a smile.

They walked down the path towards the waiting car and Angel held the door open for Helena before following her into the car. Before too long they were on their way to the airport and the private hangar where the Academy's jet was waiting for them to board.

* * *

Buffy watched from an upstairs window as Angel held the door open for Helena and she felt…jealous almost. In all the time she and Angel had been together, they'd never been able to go out in the daylight, she'd never seen him look that happy…not when he still had his soul anyway. Before she could get lost in her conflicting thoughts, she felt two strong arms wrap around her waist and pull her back into a familiar body. Buffy closed her eyes and smiled as she leaned back into Faith.

Faith had long ago accepted there would always be something between Buffy and Angel…he was her first great love after all, so she knew better than to get jealous when Buffy started getting protective of Angel. She knew Buffy was hers and nothing would change that now, so when Buffy got like this she simply held her and reminded her that she wasn't alone. **"Hey B, don't worry about Angel, he'll be fine."**

Buffy sighed, **"I know he will I just can't help but worry. I mean this Helena shows up out of the blue looking for Angelus and despite the fact that Angel knows and trusts her, I just get a weird vibe from her. I don't know, maybe I'm just being paranoid."**

Faith lowered her head and placed a soft kiss on her girlfriend's neck, **"Nah, not paranoid just cautious. That's not a bad thing B. But if it makes you feel any better, at least he has Gunn and Xander as backup."**

Buffy smiled, remembering that the Watcher's Council had paid for Xander and Gunn to get their pilot's license so they could fly the school's jet. It helped to keep the school's true purpose hidden for them to have their own pilots, plus it was convenient, since both of them lived on campus along with the rest of the gang. **"True, I just hope Angel doesn't try to ditch them in London."**

Faith kept silent, knowing that if whatever Helena needed in London was such a secret that she couldn't even tell them what it was, she wasn't likely to want the guys around when they went to get it. Instead of words, she slowly backed Buffy up away from the window and towards her desk. **"As much as I wish we were back in our room, the school day awaits and I have to teach a weapons class and you have Principal paperwork. Come on, I'm sure if it's worth worrying about, Gunn or Xander will contact us, okay?"**

Buffy finally relented and nodded her head in agreement. She kissed Faith for several minutes before shooing her out of her office to teach her crossbow class while she sat down and got started on all the administrative paperwork that went with running a 'special' high school.

* * *

Helena stepped out of the car in the private hangar and looked at the small private plane that was sitting there, waiting for them. It was fairly impressive.

Angel stepped up next to Helena and, with a hand on the small of her back, he led her towards the door to the jet. Angel smiled when he saw Gunn and Xander standing near the door waiting for them. When he and Helena were close enough he said, **"Guys, this is an old friend of mine, Helena Wells. Helena, these are two of my most trusted friends, Charles Gunn and Alexander Harris."**

Gunn stepped forward and shook Helena's hand, **"Please call me Gunn, no one calls me Charles…anymore."** Gunn forced back the memory of Fred who'd only ever called him Charles…she was gone now and he tried not to think about how much it hurt to lose her…only to have her body invaded by a demon-god who for some reason was in love with Dawn Summers.

Helena grinned, **"Very well, Gunn. And Alex?"** She asked turning to the other man.

Xander grinned, **"Um, no actually everyone just calls me Xander, ma'am."** This woman made him nervous, she had a school teacher vibe that was making his inner teenage boy nervous.

Helena shook his hand, **"A pleasure to meet you Xander but please don't call me ma'am. It's Helena. That goes for you too Gunn."**

Both men nodded, agreeing to her request to be called by her name. Before too long, Gunn and Xander were in the cockpit preparing for take-off and Helena and Angel were buckled into their plush leather seats waiting to be given clearance to take off.

Angel glanced over at Helena, **"Are you okay?"**

Helena grinned, then noticed she was gripping the armrest, **"Oh yes, I'm fine. Flying is still…new to me so it makes me nervous."**

Angel nodded remembering the first few times he'd flown on a plane. He reached out and took Helena's hand, **"Hang on and squeeze when you get nervous. Don't worry about hurting me."**

Helena smiled her thanks and soon was squeezing his hand as hard as she could when she felt the plane scream down the runway before lifting into the air. Helena didn't relax until they leveled off and she heard Gunn's voice over the speaker saying they were at their cruising altitude and they could walk around if they needed to. Helena immediately ran for the lavatory and threw up.

Angel just sat there and waited for her to return. There were a few things they needed to discuss before they landed in London. He reclined the seat and leaned back, actually looking forward to seeing London again, especially since he didn't have any enemies left in London that would get in their way.

* * *

**AN: Before I get letters, I know Spike seems out of character but after everything that went down in the final seasons of Buffy and Angel, Spike isn't the same guy we're used to. Also, in this version, Illyria is also a bit different and, a little more willing to defer to Dawn in certain things. I will be trying to make her more demon-god like in future chapters. Also, side note, before Xander got his pilot's license, Willow and the Coven in England restored the eye that Caleb gouged out. That's why I didn't mention it. Connor returned to Angel and Co after the big fight with the Black Thorn after realizing how close he came to losing his father. **

**~Acathla **


End file.
